After School Special

"I…I…" Ben stuttered.

"Have you ever wanted to see us in the buff?" Mrs. Darien asked again. Her wrist was getting sore from his waistband digging into her skin. However she did not relent. She continued to squeeze and shake his cock between her fingers maliciously. And she did not plan on stopping until she got her answer.

"I…can't…this is…ooohhh fuck…I…" Ben was standing on his tiptoes. He had to grab hold of the women's shoulders for support; otherwise he was going to fall over.

Ashley began to blow on her son's straining neck and pressed her hips against his vibrating leg, "If you don't tell us, we might stop. Have you or have you not, ever wanted, to see us with not clothes on?"

"YES!!! FUCKING SHIT YES!!!"

Mrs. Darien laughed, "Yes what, Ben?" She began a rigorous attack. She pulled on his cock like a jackhammer. Ashley smirked at this and joined her friend. Both women showed now mercy as they shook and pulled on his foreskin like mad, horny, bitches.

"Yes!…I have…wanted to see you naked! Ooohh God…this is…ooohh fuck….Mom…Mrs. Darien.

"Both of us?" Stephanie giggled.

"Uh…HUH!…OOOooohhh…" Ben felt faint.

Mrs. Darien pulled her hand out of his pants. Ashley followed suit and they both took a step back from the increasingly aroused boy. Ben felt relief, fear, and anticipation all at the same time. He thought his cock would explode.

"We don't want you coming too early." Mrs. Darien stated as she started to undress. She looked over at Ashley who all of a sudden looked to be having an attack of conscience. Her face turned a faint white when she looked at her son's knob practically breaking through the metal tangs.

"What have I done?" Ashley asked her self with shame. "Oh God…what have I done?"

"Ashley…it's fine." Stephanie's blouse fell to the floor.

"NO…it's not fine…holy shit…" She started hyperventilating. She saw the panic and excitement in Ben's face and suddenly thought about apologizing profusely. "Oh Ben…honey…I…"

Stephanie didn't want this to stop now and there's no way she was going to let Ashley spoil it. She had to think quickly. She walked over to Ben and unbuttoned his shorts. She turned her head to see Ashley's face.

"I…God Ben, can you ever…oh shit…what am I doing?" Ashley asked again.

Stephanie then unzipped the kid's fly and the jean shorts fell around his ankles. The only thing holding his stiff pole in was the pair of boxer shorts. When she reached inside his boxers, both of Ben's hands grabbed hers.

"Wait!" Ben was truly scared. He yanked her hand away.

"Awwe, Ben." His teacher kissed his neck, "What is it?"

"I…I…don't know."

"Yes you do." She brought her mouth up to his.

"It's just…" He hesitated then said, "What if I'm not…" He gulped, "Not…a good size."

She bit her lip and blushed, "Oh God Ben…you have no idea do you?" Her tongue entered his mouth and whined when his tongue entered hers.

She broke away, "Poor Ben. All pent up and nothing to fuck." She gently brought her hand up to the center of his chest. As done earlier, she started to slide it downwards.

Ben felt her hand moving in the same manner as before. He took a quick intake of breath.

"Sorry, Ben. Need to do this again. Need to temp your mother into staying."

Stephanie felt his chest heave up and down. It was getting heavier and heavier as she once again slid her hand into his boxers.

"Uuhhh…God…" Ben moaned as Mrs. Darien grasped his cock and aimed it out the opening. The opening in the fabric parted as his cock slid through. He moaned as the material ran down the length. His cock hit the naked air and sprouted out before his Mom.

Ashley's eyes popped open and looked down at the hardon in front of her.

"Oh God, what am I doing?" Ashley asked herself breathlessly. She suddenly dropped to her knees.

"Mom?" The nervousness returned ten fold as he witnessed his mother inch closer to his prick.

Suddenly her mouth opened, but she didn't talk. He saw the glistening of her lips and the moist tongue come out and touch the head of his penis. She immediately started to lick the head with reckless abandon.

"Oooh Mom!…Mom…oh Mom…" Ben uttered softly.

The sound of her son moaning for her was hypnotizing. She then placed her lips over his head and began to slide down until her nose touched his firm stomach. Without thinking about it she started to bob her up and down ferociously on his cock. Every time she came up she sucked on it like a dirt devil. Every time she went down she dragged her tongue on the underside. Her tongue licked up as she sucked on him hard.

"Oooohh Mom…Oohh Mom…Oohhh fuck Mom…" Ben was yelling to his mom. Every time his cock touched the back of her throat he shivered.

Mrs. Darien finished undressing herself while her friend kept her mouth occupied. She threw all her clothes in a pile including her black lingerie. The only thing she had on was her thigh high stockings and her glasses.

As his mother sucked him like crazy, he looked up to see Mrs. Darien. She stood before him looking like every male student's fantasy. An extremely hot teacher, that he's fantasized about many times, standing there completely naked. Her hair up in a bun and her glasses slightly fogged from her body heat. He watched as she came up and straddled his Mom's back. She inched closer to him rubbing her naked pussy into her friend's bobbing head. Every time his Mom bobbed up, Mrs. Darien gasped at the contact to her pussy lips.

"Uhhh…oh Ash…suck him good…Uhh…oh yeah…" She stood before him and put her hands on his shoulders. She leaned into him and pressed her hardened nipples into his chest and dry humped his AB muscles.

"Ben?" She was inches away from his face.

"Ohhhh…fuck…Uhhhh…fuck…Mom…" His eyes closed as his Mom was doing unbelievable things to him with her tongue.

Mrs. Darien spoke again, "Ben?" He opened his eyes and looked at the teacher. "How do you feel?"

There was a pause as another sensation racked his body, but he finally responded, "Fine…uhhhh…fuck….ohhh God…fine…"

Mrs. Darien did her trade mark bottom lip bite and smirked, "Just fine, Ben? Sounds more than fine."

"UUUUuhhhhhh! Oh fucking fuck! Mom…soooo fucking….fine!" Ben was again straining up on his tiptoes.

Mrs. Darien clasped the back of his head and brought it back down to eye level. "I'm sorry Ben."

"Uuhhh…" Ben moaned, "For…what?"

"For making you serve detention." She brought her finger up to his open mouth and traced his lips slowly. Sweat was pouring down his face and it was difficult for her to stay inside the lines. "Do you forgive me Ben?"

"Uuuhhh…oohhhhh…Mom….your mouth….ooooooohhhhh…" Ben couldn't concentrate as his horny mother persistently sucked on his raging hardon.

"Ben, you're not answering me again." Mrs. Darien made sad face at the boy. She teased him, trying to make him feel guilty.

"What?…Oohh! Uhhh!"

"I said…do you forgive me for making you serve detention?" She milked it for all she was worth. She rubbed her nipples up and down his chest and kissed the side of his mouth again. "I don't think I could stand it if you didn't forgive me."

"…..Oooohhh…Mom…mouth warm…uhhhhh…Mom…sucking…"

"Come on Ben." She closed her lips over his and proceeded to make out with him. As they started to swap tongues with each other, Ben wrapped his arms around her naked backside and held the perfect globes of her ass.

"HHHhmm!!" Mrs. Darien was a little shocked by his boldness. But she went with it and enjoyed his hands touching her. She loved it when his fingers dug into her flesh. He was like a kid in a candy store. She cooed when he spread them open and pulled her up and into his body. This forced her up on her tiptoes. The teacher closed her eyes and continued to dry hump him as his young, strong hands pulled them together.

The sight was amazing. If anyone were to walk into the room they would see a student pressed up against a chalkboard. His clothed 34-year-old blonde-headed mother knelt in front of him sucking on his penis. And a naked brunette teacher straddling the blonde's head, and pressing her tits and crotch into the boy while making out with him.

After several minutes in this position, Mrs. Darien broke the kiss and got off of Ashley. Ben was still moaning as his Mom, unfinished in her task, sucked her son with a renewed fierceness.

"Ooohhh Mom…ooohhh Mom….God..ooohhh…" Ben held the back of his mother's head as she bounced her head back and forth, dragging her wet lips up and down his prick. Ashley's head twisted all around giving her boy a full range of pleasure on all sides of his prick.

"Come on Ash. Give the boy a break." Ben watched as Mrs. Darien bent down and lifted his Mom off his cock and onto her feet.

"Nooooo!" Ashley whined as she was torn from the treat she wasn't finished eating.

Stephanie laughed. "Relax Ashley. Shit, I've never seen you like this. It's okay. We're not done yet."

Ashley's breathing was rapid and deep. Her hot and seductive eyes were staring her son in the face with anxious waiting.

"Mom? I…I…oh God…I…" Ben saw the look in his Mom's face and it scared him. This whole thing was way too much at once. His mother was craving his cock like it was the best thing she'd ever had in her mouth. He didn't know how to handle it. His teacher, Mrs. Darien, was obviously up to something. She had told his mother it wasn't over yet, and he believed her. He didn't know what to do. His own breathing became quicker at the look in Mrs. Darien's eyes. His heart was beating out of his chest and he felt like passing out.

Ashley started to struggle away from her best friend's hold. She was desperately trying to get back to her son's rigid shaft. Stephanie thought this was unbelievable. Her plan had worked better than she had thought. She had tempted her friend with the forbidden fruit of her son's cock, and Ashley went for it full force. In fact she practically had to subdue Ashley from breaking away and returning to her blowjob.

"Relax Ash!" Stephanie giggled, "You'll get more of that, soon. Just relax. First let's get you undressed." Ashley stood there silently and with lustful expression. She stared her son down like a predator eyeing its prey. Stephanie began to remove Ashley's top. She grabbed the bottom and lifted it up revealing her round tits.

"No bra Ash?" Stephanie asked. She brought the shirt up but stopped. She struggled to get Ashley's arms up by to no avail. "Hey Ash, lift your arms baby." Slowly the horny mother lifted her arms and allowed her friend to remove the shirt. Ashley's tits were so firm and perky; she hardly needed a bra. Her nipples were already sticking out towards the eyes of her son. Next, Stephanie removed Ashley's business slacks by sliding them down her incredible legs.

Ben felt a throbbing in his head as his Mom's cotton panties came into view. Her pussy lips poked through the cotton and were easy to see. A small triangle of blonde hair was trimmed neatly above her lips. Ben felt his mouth water.

Stephanie then placed her fingers in the waist of Ashley's cotton panties and pulled them down to the floor.

Ben about had a heart attack. His legs started to buckle and he began sliding down the wall.

"Oh no you don't" Stephanie ran over to the collapsing boy and put an arm over her shoulder. "Ash, help me."

Ben's Mom walked over to her slipping child and put his other arm over her own shoulder.

Together the women lifted the young boy up and dragged him over to Mrs. Darien's chair. He sat down and tried to sit up. He scooted up in the chair and leaned his head back. His collapsing eyelids opened slightly to see the two incredible women, naked, horny, and standing before him looking down at his tall standing erection.

Stephanie looked at Ashley, "Who's going first Ash?"

Ben's Mom didn't answer. She just stood before her son and breathed heavily. Her pert tits just heaved up and down as her new motherly urges kicked into overdrive.

"Ash? You wanna flip for it?"

Ashley looked from her son to her friend. "Do you really have to ask?"

With that Ashley took a step forward and straddled her son in the chair. Grabbing hold of his shoulders she pulled herself forward into position above his steel rod. She kept her legs on the ground for bouncing support and lowered herself onto him.

Ben held each side of her firm belly and stared tiredly at her tits in front of him.

Her small, tight pussy lips spread as they touched the head of his cock and slid down his shaft tightly.

"UUUUUhhhhh…Ben…baby…oh shit! OOOohhh!" Ashley yelled as she sunk all the way down.

"Mom…I…oh God…Mom…this isn't right…Oohhh!" Ben uttered weakly as his Mom started to bounce up and down.

"I…OHHH…

The sensations flooded his body. She rocked him up and down in the chair causing it to squeak and roll on its wheels.

"OOOooohhhhh…fuck…..Ben Fucking Damn It!…Sooo Good!" The chair slid back against the wall and Ben bumped his head. But Ashley didn't notice, nor did she care. The only feeling she was interested in was feeling she got when her son's enormous cock slid in and out of her pussy.

Stephanie leaned over and started to suck on one of Ashley's nipples. Then she turned her head and sucked on Ben's tongue.

"Oohhh…Mrs. Darien…Uuhhhh…fuck…Mom….Oohh Mrs. Darien…" Ben was in utter pleasure. He couldn't think straight as his Mom sprung herself up and down on his cock like a pogo stick. She was possessed. Ashley felt like she could do this non-stop forever.

"Ben…hahhhaa…oh fuck Ben…uahhhh…oooohhhhh…Ben…" Ashley groaned and moaned as she banged her son repeatedly.

"Mom…ohhhhh…Mom…so tight…fucking tight Mom…"

"Call me Mommy…OOOoohhh Ben…call me Mommy…" Ashley instructed her son.

"Oh God Mommy….Ughhh…so tight…Mommy…sooooo tight….." Ben obeyed his Mother.

Stephanie stood idly by and watched chair with the fucking mother and son. The sight was too much and she began to frig herself wildly. Her two fingers inserted into her pussy and she began a fierce stroking on her clit.

"Oh you two…soooo fucking hot Ash…fuck Ben hard…fuck him hard and fast Ash…" Stephanie encouraged the bouncing mother as she started to lightly spank her clit. As she watched Ashley heed her advice and pick up the pace on Ben's prick, Stephanie's spanking increased.

Ben was huffing loudly and turned his head to the masturbating teacher. The sight of her getting off as his Mom fucked him hard was sending extra signals of arousal to his brain. At first he couldn't tell what the signal was instructing, but soon figured it out. He held tightly to his Mom's bouncing ass so she wouldn't fall off as she jumped up and down. Then he leaned his head over to the self-pleasuring teacher.

"Ooohhh…Mrs. Darien…sooooo nice…uuuhhhh…Mrs. Darien…"

She kept up her pussy spanking and looked lustfully down at the young boy. She wasn't sure what he was doing but it looked as though he was falling out of the chair. That wasn't surprising, by the way that Ashley was fucking him, but something told her that wasn't it.

She inched closer to his head.

"Ooohhh…Mrs. Darien…soooo smooth…uhhh God Mrs. Darien…soooo nice and smooth…"

When she got closer to the moaning teenager, she realized that her pussy was level with his mouth. She groaned loudly when she realized she was going to get a little relief, not by her own hand. She straightened her body upwards and spread her pussy with two fingers. She reached his awaiting mouth as he extended his tongue. Then the lust crazed boy proceeding in licking her pussy with his head arched to side. She ran her hands through his hair and leaned her head back.

"OOOOooooohhhhhh Ben!!"

Mrs. Darien was impressed. This kid was in the middle of the fuck of the century. Yet he still had the courage, will, and energy to lick her pussy.

Stephanie moaned as his tongue began flicking her clit, "Oh..OH..oh…OH…Ben..fuck…oh..Oh"

Meanwhile Ashley was reaching down between herself and her son and started spanking her own clit as his massive shaft penetrated her. Ashley had been transformed into the Energizer Bunny and was fucking him like a bunny as well. Stephanie was stunned the kid hadn't come yet. She hoped she would get a little of this kid before the night was over. The janitors should be around a little later to clean the rooms. That had Stephanie a little concerned, because the janitors had keys. Also, the school hallway echoed a lot. She just hoped that no one could hear the intense incestuous threesome going on in her classroom. Thoughts of her losing her job flashed through her head briefly. But then she was brought out of it by the teenage tongue that was fucking her insides.

"OH! Ben…OH..UH…fuck Ben…your tongue…UH…uh…" Stephanie moaned as his tongue slid up her inner wall.

Ashley watched as her son tongue fucked her best friend and it only caused her to fuck him harder. Everything she had in her, she fucked and fucked until her eyes rolled back into head. Her husband had never turned her on this bad before. Despite her son's nervousness and shyness, Ashley promised herself she was going to fuck him again…and again…and again. She was going to force him if she had to. This was too intense to quit cold turkey. She'd have to cut down in stride, and in smaller installments. Only Ashley knew that this drug was going to be abused until she died from it.

Ashley reached down and grabbed hold of the base of his cock. She bounced harder and bumped her hand into her fist with every hump.

"Oh God Ben…shit…OOOoooohhh…My God…Uhhhh…Aahhh…OH…I'm cumming Ben…" Ashley explained.

This got Ben's attention and he brought his face out of Mrs. Darien's pussy and looked up at his Mom. Ashley let go of his base and took his face in her hands. She leaned down and began to make out with him.

"HHhhmmm…Oh Ben…baby…I'm cuuummmiiiinnnngggggg…call me Mommy!…"

"Mommy…..ohhhhh Mommy…sooooo tight…soooo warm….Mommy…..oh God Mommy…." Ben ached and groaned as his hot blonde mother rode his cock like a cowgirl.

"Here it comes….Uh…almost…Benny…ohhhhh fuck…here it is…" Ashley warned.

Stephanie leaned down again and took Ashley's nipple between her teeth. Lightly, she started to bite down.

"AAAAAAAAAAaaaaaaaaaaahhhhhhhhhhhhhhhh…..BBBBEEENNNNNNYYYY……" Ashley screeched a loud wail as her pussy exploded with orgasmic fire. Her orgasm racked her body and she shook like she required an exorcism.

Ashley hadn't called him 'Benny' since he was a child. This encouraged him more, "Mommy…..gooood Mommy…….soooo warm…….OH shit Mommy, soooo wet and tight….Uhhh…" Ben seemed almost surprised that his Mom had an orgasm. His face was painted red from blushing that his Mom had a tremendous climax while riding his erection. The look on his face made Mrs. Darien giggle.

After Ashley's orgasm subsided, she slowly started to lift herself off of her son's still erect cock. Her legs were shaky. She had to push herself off by using Ben's shoulders for leverage.

Stephanie helped by holding her up under the arms and lifted.

As her incredibly wet and tight pussy slid off his cock, Ben groaned when the head of his dick hit the cold air of the room.

He sighed loudly, "Aaaaahhhh…"

Stephanie heard his moan and turned to look at him. She couldn't believe her good fortune. The boy was still standing tall. Like a The Leaning Tower of Pisa. Always standing sideways, but never falling. She brought her best friend up and sat her on the edge of the desk. Ashley sat her tender ass down on the edge and faced the direction in which her son sat on the chair.

Ashley's tired face looked at her son and breathed heavily in his direction. Her face was beet red and her wetness was leaking onto Stephanie's desk. Ben watched her looking back at him with utter bewilderment and surreal. He didn't know what to say to her. His Mom. His absolutely fine ass mother with a mouth that would make a Hoover jealous.